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Commissioner Roisman’s Remarks at the Small Business Capital Formation Advisory Committee Meeting

Aug. 13, 2019

Good afternoon. It is wonderful to see you all again. Thank you to everyone for taking the time out of your busy schedules to meet us here in Omaha. As much as I enjoy our meetings in the windowless basement of the SEC, I must say I appreciate the change of scenery.[1]

I have been looking forward to this meeting since the Small Business Capital Formation Advisory Committee’s inaugural meeting this past May. I thoroughly enjoyed participating in that first meeting and I remember being so impressed by your enthusiasm, camaraderie, and participation in substantive discussions. You really set a high bar for yourselves.

I was lucky enough to attend the first half of today’s meeting and I must say that the Committee continues to exceed my expectations. I took a lot of notes during the discussions of the SEC’s Harmonization Concept Release[2] and Proposal to Amend Financial Disclosure Requirements Relating to Acquisitions and Dispositions of Businesses.[3] You have given me a lot to take back to Washington and think about as we decide how to navigate these issues.

I am very much looking forward to the next topic on today’s agenda, the SEC’s Proposal to Amend the Accelerated and Large Accelerated Filer Definition.[4] As I mentioned in my remarks when the Commission voted on the proposal, the proposed amendments are supported by the economic analysis provided in the proposing release. That said, is there different or more recent data that we did not take into account that would support expanding relief to issuers? I would also be interested in hearing whether the proposed definitions will introduce complexity to small businesses trying to figure out, without the help of sophisticated counsel, which of our rules and deadlines apply to them.

In closing, I would like to thank the Advisory Committee for your dedication and the perspective that you provide to the Commission. Thank you also to today’s panel speakers. Your knowledge and insight on these particular issues is incredibly helpful and the time you took to prepare your remarks and travel here to give them is very much appreciated. Last, but definitely not least, thank you to Martha Miller, our Advocate for Small Business Capital Formation, and her team, Julie Davis and Jenny Riegel, for all of the hard work that went into preparing for this week.


[1] My views and remarks are my own and do not necessarily represent those of the SEC or the other Commissioners.

[2] Concept Release on Harmonization of Securities Offering Exemptions, Release No. 33-10649 (Jun. 18, 2019) [84 FR 30460 (Jun. 26, 2019)].

[3] Amendments to Financial Disclosures about Acquired and Disposed Businesses (proposing release), Release No. 33-10635 (May 3, 2019) [84 FR 24600 (May 29, 2019)].

[4] Amendments to the Accelerated Filer and Large Accelerated Filer Definitions (proposing release), Release No. 34-85814 (May 9, 2019) [84 FR 24876 (May 29, 2019)].

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